0001162044-07-000425 Sample Contracts

MANAGEMENT AGREEMENT
Management Agreement • August 10th, 2007 • Catalyst Funds • New York

The Trust has been organized to engage in the business of an open-end management investment company. The Trust currently offers several series of shares to investors.

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CATALYST FUNDS SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • August 10th, 2007 • Catalyst Funds • New York

SUB-ADVISORY AGREEMENT, dated as of [ ], 2007, between Catalyst Capital Advisors LLC, a New York limited liability corporation (the "Adviser"), and PROACTIVE Money Management, Inc., a Missouri corporation (the “Sub-Adviser”).

August 10, 2007 ThomasLloyd Funds Trustees of the ThomasLloyd Funds 427 Bedford Road Pleasantville, NY 10570
Agreement and Plan of Reorganization and Termination • August 10th, 2007 • Catalyst Funds

AGREEMENT AND PLAN OF REORGANIZATION AND TERMINATION, DATED AS OF AUGUST 10, 2007 (THE "AGREEMENT"), BY AND AMONG THE THOMASLLOYD OPTI-flex® FUND (THE "TRANSFERRING FUND"), A SERIES OF THOMASLLOYD FUNDS, A MASSACHUSETTS BUSINESS TRUST ("THOMASLLOYD FUNDS"); THE CATALYST OPTI-flex® FUND (THE "ACQUIRING FUND"), A NEWLY FORMED SERIES OF CATALYST FUNDS, AN OHIO BUSINESS TRUST ("CATALYST FUNDS"); AND SOLELY FOR THE PURPOSES OF PARAGRAPH 6.2 OF THE AGREEMENT, CATALYST CAPITAL ADVISORS LLC ("CATALYST") AND THOMASLLOYD GLOBAL ASSET MANAGEMENT (AMERICAS) LLC ("THOMASLLOYD")

Letter Agreement
Management Agreement • August 10th, 2007 • Catalyst Funds
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